Current Report Filing (8-k)
October 29 2020 - 5:19PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date
of Report (Date of earliest event reported): October 24, 2020
Unico American Corporation
(Exact Name of Registrant as Specified
in its Charter)
Nevada
(State or Other Jurisdiction of Incorporation)
000-03978
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95-2583928
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(Commission File Number)
|
(IRS Employer Identification No.)
|
|
|
|
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26050 Mureau Road
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Calabasas, California
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91302
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(Address of Principal Executive Offices)
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(Zip Code)
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(818) 591-9800
(Registrant's Telephone Number, Including
Area Code)
(Former name or former address, if changed
since last Report.)
Check the appropriate box below if the Form 8-K filing is
intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see
General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the
Exchange Act (17 CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant
to Section 12(b) of the Act:
Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock, No Par Value
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UNAM
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Nasdaq Global Market
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Indicate by check mark whether the registrant
is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2
of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company |_|
If an emerging growth company, indicate
by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial
accounting standards provided pursuant to Section 13(a) of the Exchange Act. |_|
Item 1.01. Entry into a Material Definitive
Agreement.
On October 24, 2020, Unico American Corporation
(the “Company”) entered into a Standard Offer, Agreement and Escrow Instructions for Purchase of Real Estate and Addendum
to Counter Offer – Buyer (the “Purchase Agreement”), dated October 23, 2020, with Alliant Capital, Ltd. (“Alliant”),
which provides for the sale of the Company’s headquarters located at 26050 Mureau Road, Calabasas, California 91302 (the
“Property”) from the Company to Alliant.
Upon the terms and subject to the conditions
set forth in the Purchase Agreement, Alliant will acquire the Property and all existing furniture, fixtures and equipment for a
purchase price of approximately $12,695,000. The transaction is expected to close on January 30, 2021, subject to certain closing
conditions. Notwithstanding anything to the contrary in the Purchase Agreement, Alliant has 15 days from the receipt of all disclosures
and reports set in the Purchase Agreement to conduct its due diligence of any buyer contingencies, of which Alliant may approve
or disapprove at its sole and absolute discretion.
The Company has agreed to enter into a one-year
lease with Alliant for the second floor of the Property (the “Lease”) with an initial base rent of approximately $52,637
per month, where the Company will continue to operate its corporate headquarters. Additional terms of the Lease will be set forth
in a written lease agreement to be negotiated during the escrow under the Purchase Agreement.
The above summary of the Purchase Agreement
is not complete and is qualified in its entirety by reference to the terms of the agreement, a copy of which is filed as Exhibit
10.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 1.01.
Item 2.03. Creation of a Direct Financial
Obligation or an Obligation Under an Off-Balance Sheet Arrangement of a Registrant.
The information set forth in Item 1.01 is incorporated
by reference into this Item 2.03.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is furnished as an exhibit to this Current Report on Form 8-K:
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
UNICO
AMERICAN CORPORATION
(Registrant)
Date: October 29, 2020
By: /s/ Michael Budnitsky
Name: Michael Budnitsky
Title: Treasurer, Chief Financial
Officer and Secretary
Unico American (NASDAQ:UNAM)
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